95-080 - 12-05 - Authorizing Issuance of $595,000 General Obligation Improvement Bonds, Series 1995A CERTIFICATION OF MINUTES RELATING TO
$595,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1995A
Issuer: City of Golden Valley, Minnesota
Governing Body: City Council
Kind, date, time and place of ineeting: A regular meeting held December 5, 1995, at
6:30 o'clock P.M., at the City Hall, Golden Valley, Minnesota.
Members present: TreMere, Russell, Johnson, Micks and Thompson
Members absent: rrone
Documents Attached:
Minutes of said meeting (including):
RESOLUTION NO. 95- 80
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE,
PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR
THE PAYMENT OF $595,000 GENERAL OBLIGATION
IMPROVEMENT BONDS, SERIES 1995A
I, the undersigned, being the duly qualified and acting recording officer
of the public corporation issuing the bonds referred to in the title of this certificate,
certify that the documents attached hereto, as described above, have been carefully
compared with the original records of said corporation in my legal custody, from
which they have been transcribed; that said documents are a correct and complete
transcript of the minutes of a meeting of the governing body of said corporation,
and correct and complete copies of all resolutions and other actions taken and of all
documents approved by the governing body at said meeting, so far as they relate to
said bonds; and that said meeting was duly held by the governing body at the time
and place and was attended throughout by the members indicated above, pursuant
to call and notice of such meeting given as required by law.
WITNESS my hand officially as such recording officer this S�"'day of
December, 1995.
Ci lerk
,
It was reported that 8 sealed proposals for the purchase of $595,000
General Obligation Improvement Bonds, Series 1995A were received prior to 12:00
noon, pursuant to the Official Statement distributed to potential purchasers of the
Bonds by Springsted Incorporated, financial consultants to the Issuer. The proposals
have been publicly opened, read and tabulated and were found to be as follows:
See Attached
, 85 E.SEVENTH PLACE,SUITE 100
SAINT PAUL,MN 55101-2143
612-223-3000 FAX:612-223-3002
��
SPRINGSTED
�u���e�o�
$595,000
CITY OF GOLDEN VALLEY, MINNESOTA
GENERAL OBLIGATION IMPROVEMENT BONDS,SERIES 1995A
AWARD: NORWEST INVESTMENT SERVICES, INC.
SALE: December 5, 1995 Moody's Rating: Aa1
Interest Netlnterest True Interest
Bidder Rates Price Cost Rate
ORWEST INVESTMENT SERVICES, INC. 3.80% 1997 $591,430.00 $125,123.33 4.4029%
3.90% 1998
4.00% 1999
4.10% 2000
4.15% 2001
4.25% 2002
4.35% 2003
4.45% 2004
4.55% 2005
4.60% 2006
MILLER&SCHROEDER FINANCIAL, INC. 3.80% 1997 $590,359.00 $127,174.33 4.4799%
� 3.90% 1998
4.00% 1999
4.10% 2000
4.20% 2001
4.30% 2002
4.40% 2003
4.50% 2004
4.60% 2005
4.65% 2006
JURAN &MOODY, INCORPORATED 4.00% 1997-1999 $589,663.45 $127,019.05 4.4814%
4.10% 2000
4.20% 2001
4.25% 2002
4.30% 2003
4.40% 2004
4.50% 2005
4.60% 2006 (Continued)
SAINT PAUL,MN • MINNEAPOLIS,MN • BROOKFIELD,WI • OVERLAND PARK,KS � WASHINGTON,DC • IOWA CITY,IA
interest Net Interest True Interest •
Bidder Rates Price Cost Rate
FBS INVESTMENT SERVICES, INC. 3.75% 1997 $589,645.00 $127,728.75 4.5022%
3.85% 1998
4.00% 1999
4.10% 2000
4.15% 2001
4.30% 2002
4.40% 2003
4.50% 2004
4.60% 2005
4.70% 2006
JOHN G. KINNARD&COMPANY 3.80% 1997 $589,526.00 $128,535.67 4.5321%
INCORPORATED 3.90% 1998
4.00% 1999
4.10% 2000
4.25% 2001
4.35% 2002
4.40% 2003
4.50% 2004
4.60% 2005
4.70% 2006
CRONIN &COMPANY, INCORPORATED 4.00% 1997-1999 $589,251.60 $128,833.40 4.5453%
SMITH BARNEY 4.10% 2000
4.20% 2001
4.30% 2002
4.40% 2003
4.50% 2004
4.60% 2005
4.70% 2006
DAIN BOSWORTH INCORPORATED 3.85% 1997 $589,050.00 $130,330.00 4.5985%
4.00% 1998
4.10% 1999
4.15% 2000
4.25% 2001
4.35% 2002
4.45% 2003
4.55% 2004
4.65% 2005
4.75% 2006
PIPER JAFFRAY INC. 4.25% 1997-2000 $589,050.00 $131,448.75 4.6439%
4.30% 2001
4.35% 2002
4.40% 2003
4.50% 2004
4.60% 2005
4.70% 2006
These Bonds are being reoffered at par.
BBI: 5.54%
Average Maturity: 4.78 Years
Councilmember �icks introduced the following resolution and moved
its adoption, which motion was seconded by Councilmember Thompson •
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE,
PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR
THE PAYMENT OF $595,000 GENERAL OBLIGATION
IMPROVEMENT BONDS, SERIES 1995A
BE IT RESOLVED by the City Council of the City of Golden Valley,
Minnesota (the Issuer), as follows:
Section 1. Authorization and Sale.
1.01. Authorization. This Council, by resolution duly adopted on
November 14, 1995, authorized the issuance and public sale of $595,000 General
Obligation Improvement Bonds, Series 1995A (the Bonds) of the Issuer to finance
the construction of the Sandburg Lane and Market Street improvement projects (the
Projects).
1.02. Sale. Pursuant to the Terms of Proposal and the Official
Statement prepared on behalf of the Issuer by Springsted Incorporated, sealed
proposals for the purchase of the Bonds were received at or before the time specified
for receipt of proposals. The proposals have been opened, publicly read and
considered and the purchase price, interest rates and net interest cost under the
terms of each proposal have been determined. The most favorable proposal
received is that of Norwest Investment Services. Inc .
lri MinneapoLis Minnesota and associates (the
Purchaser), to purchase the Bonds at a price of $591,430.oo plus accrued interest
on all Bonds to the day of delivery and payment, on the further terms and
conditions hereinafter set forth.
1.03. Award. The sale of the Bonds is hereby awarded to the Purchaser
and the Mayor and City Manager are hereby authorized and directed to execute a
contract on behalf of the Issuer for the sale of the Bonds in accordance with the
terms of the proposal. The good faith deposit of the Purchaser shall be retained and
deposited by the Issuer until the Bonds have been delivered, and shall be deducted
from the purchase price paid at settlement.
Section 2. Bond Terms; Registration; Execution and Deliver�.
2.01. Issuance of Bonds. All acts, conditions and things which are
required by the Constitution and laws of the State of Minnesota to be done, to exist,
to happen and to be performed precedent to and in the valid issuance of the Bonds
having been done, now existing, having happened and having been performed, it is
now necessary for the City Council to establish the form and terms of the Bonds, to
provide security therefor and to issue the Bonds forthwith.
2.02. Maturities• Interest Rates• Denominations and Pavment. The
Bonds shall be originally dated as of December 1, 1995, shall be in the denomination
of $5,000 each, or any integral multiple thereof, of single maturities, shall mature on
February 1 in the years and amounts stated below, and shall bear interest from date
of issue until paid or duly called for redemption at the annual rates set forth
opposite such years and amounts, as follows:
Year Amount Rate Year Amount Rate
1997 $75,000 3.a o� 2002 $30,000 4.2 5�
1998 80,000 3.9 0 2003 35,000 a.3 5
1999 85,000 4.o0 2004 35,000 4.45
2��� 85,��� 4.10 2��5 4�,��� 4.5 5
2001 90,000 4.15 2006 40,000 4.6 0
The Bonds shall be issuable only in fully registered form. The interest thereon and,
upon surrender of each Bond at the principal office of the Registrar described herein,
the principal amount thereof, shall be payable by check or draft issued by the
Registrar described herein. Upon initial delivery of the Bonds pursuant to Section
2.07 and upon any subsequent transfer or exchange pursuant to Section 2.06, the date
of authentication shall be noted on each Bond so delivered, exchanged or
transferred.
2.03. Dates and Interest Pavment Dates. Interest on the Bonds shall be
payable on each February 1 and August 1, commencing August 1, 1996, to the
owners of record thereof as of the close of business on the fifteenth day of the
immediately preceding month, whether or not such day is a business day.
2.04. Redem�tion. Bonds maturing in 2004 and later years shall be
subject to redemption and prepayment at the option of the Issuer, in whole or in
part, in such order of maturity dates as the Issuer may select and within a maturity
by lot as selected by the Registrar in multiples of $5,000, on February 1, 2003, and on
any date thereafter, at a price equal to the principal amount thereof and accrued
interest to the date of redemption. The Clerk shall cause notice of the call for
redemption thereof to be published as required by law, and at least thirty days prior
to the designated redemption date, shall cause notice of call for redemption to be
mailed, by first class mail, to the registered holders of any Bonds to be redeemed at
their addresses as they appear on the bond register described in Section 2.06 hereof,
but no defect in or failure to give such mailed notice of redemption shall affect the
validity of proceedings for the redemption of any Bond not affected by such defect or
Eailure. Official notice of redemption having been given as aforesaid, the Bonds or
portions of Bonds so to be redeemed shall, on the redemption date, become due and
payable at the redemption price therein specified and from and after such date
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(unless the Issuer shall default in the payment of the redemption price) such Bonds
or portions of Bonds shall cease to bear interest. Upon partial redemption of any
Bond, a new Bond or Bonds will be delivered to the owner without charge,
representing the remaining principal amount outstanding.
2.05. A��ointment of Initial Registrar. The Issuer hereby appoints
First Trust National Association
in st . Paul . Minnesota, as the initial bond registrar, transfer agent and
paying agent (the Registrar). The Mayor and Manager are authorized to execute and
deliver, on behalf of the Issuer, a contract with the Registrar. Upon merger or
consolidation of the Registrar with another corporation, if the resulting corporation
is a bank or trust company authorized by law to conduct such business, such
corporation shall be authorized to act as successor Registrar. The Issuer agrees to pay
the reasonable and customary charges of the Registrar for the services performed.
The Issuer reserves the right to remove the Registrar upon thirty days' notice and
upon the appointment of a successor Registrar, in which event the predecessor
Registrar shall deliver all cash and Bonds in its possession to the successor Registrar
and shall deliver the bond register to the successor Registrar.
2.06. Registration. The effect of registration and the rights and duties
of the Issuer and the Registrar with respect thereto shall be as follows:
(a) Re ister. The Registrar shall keep at its principal corporate
trust office a bond register in which the Registrar shall provide for the
registration of ownership of Bonds and the registration of transfers and
exchanges of Bonds entitled to be registered, transferred or exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of any Bond duly
endorsed by the registered owner thereof or accompanied by a written
instrument of transfer, in form satisfactory to the Registrar, duly executed by
the registered owner thereof or by an attorney duly authorized by the
registered owner in writing, the Registrar shall authenticate and deliver, in
the name of the designated transferee or transferees, one or more new Bonds
of a like aggregate principal amount and maturity, as requested by the
transferor. The Registrar may, however, close the books for registration of
any transfer after the fifteenth day of the month preceding each interest
payment date and until such interest payment date.
(c) Exchange of Bonds. Whenever any Bonds are surrendered by the
registered owner for exchange the Registrar shall authenticate and deliver
one or more new Bonds of a like aggregate principal amount and maturity, as
requested by the registered owner or the owner's attorney in writing.
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(d) Cancellation. All Bonds surrendered upon any transfer or
exchange shall be promptly canceled by the Registrar and thereafter disposed
of as directed by the Issuer.
(e) Im�ro�er or Unauthorized TransEer. When any Bond is presented
to the Registrar for transfer, the Registrar may refuse to transfer the same
until it is satisfied that the endorsement on such Bond or separate instrument
of transfer is valid and genuine and that the requested transfer is legally
authorized. The Registrar shall incur no liability Eor the refusal, in good faith,
to make transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners. The Issuer and the Registrar may treat
the person in whose name any Bond is at any time registered in the bond
register as the absolute owner of the Bond, whether the Bond shall be
overdue or not, for the purpose of receiving payment of or on account of, the
principal of and interest on the Bond and for all other purposes; and all
payments made to any registered owner or upon the owner's order shall be
valid and effectual to satisfy and discharge the liability upon Bond to the
extent of the sum or sums so paid.
(g) Taxes. Fees and Charges. For every transfer or exchange of Bonds
(except for an exchange upon a partial redemption of a Bond), the Registrar
may impose a charge upon the owner thereof sufficient to reimburse the
Registrar for any tax, fee or other governmental charge required to be paid
with respect to such transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroved Bonds. In case any Bond shall
become mutilated or be destroyed, stolen or lost, the Registrar shall deliver a
new Bond of like amount, number, maturity date and tenor in exchange and
substitution for and upon cancellation of any such mutilated Bond or in lieu
of and in substitution for any Bond destroyed, stolen or lost, upon the
payment of the reasonable expenses and charges of the Registrar in
connection therewith; and, in the case of a Bond destroyed, stolen or lost,
upon filing with the Registrar of evidence satisfactory to it that the Bond was
destroyed, stolen or lost, and of the ownership thereof, and upon furnishing
to the Registrar of an appropriate bond or indemnity in form, substance and
amount satisfactory to it, in which both the Issuer and the Registrar shall be
named as obligees. All Bonds so surrendered to the Registrar shall be
canceled by it and evidence of such cancellation shall be given to the Issuer. If
the mutilated, destroyed, stolen or lost Bond has already matured or been
called for redemption in accordance with its terms it shall not be necessary to
issue a new Bond prior to payment.
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(i) Authenticating Agent. The Registrar is hereby designated
authenticating agent for the Bonds, within the meaning of Minnesota
Statutes, Section 475.55, Subdivision 1, as amended.
2.07. Execution. Authentication and Deliverv. The Bonds shall be
prepared under the direction of the Clerk and shall be executed on behalf of the
Issuer by the signatures of the Mayor and the Manager, provided that the signatures
may be printed, engraved or lithographed facsimiles of the originals. In case any
officer whose signature or a facsimile of whose signature shall appear on the Bonds
shall cease to be such officer before the delivery of any Bond, such signature or
facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he
had remained in office until delivery. Notwithstanding such execution, no Bond
shall be valid or obligatory for any purpose or entitled to any security or benefit
under this Resolution unless and until a cer+ificate of authentication on the Bond
has been duly executed by the manual signature of an authorized representative of
the Registrar. Certificates of authentication on different Bonds need not be signed by
the same representative. The executed certificate of authentication on each Bond
shall be conclusive evidence that it has been authenticated and delivered under this
Resolution. When the Bonds have been prepared, executed and authenticated, the
Finance Director shall deliver them to the Purchaser upon payment of the purchase
price in accordance with the contract of sale heretofore executed, and the Purchaser
shall not be obligated to see to the application of the purchase price.
2.08. Securities De�ositor�. (a) For purposes of this section the
following terms shall have the following meanings:
"Beneficial Owner" shall mean, whenever used with respect to a Bond,
the person in whose name such Bond is recorded as the beneficial owner of such
Bond by a Participant on the records of such Participant, or such person's subrogee.
"Cede & Co." shall mean Cede & Co., the nominee of DTC, and any
successor nominee of DTC with respect to the Bonds.
"DTC" shall mean The Depository Trust Company of New York, New
York.
"Participant" shall mean any broker-dealer, bank or oth�r financial
institution for which DTC holds Bonds as securities depository.
"Representation Letter" shall mean the Representation Letter pursuant
to which the sender agrees to comply with DTC's Operational Arrangements.
(b) The Bonds shall be initially issued as separately authenticated fully
registered bonds, and one Bond shall be issued in the principal amount of each
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stated maturity of the Bonds. Upon initial issuance, the ownership of such Bonds
shall be registered in the bond register in the name of Cede & Co., as nominee of
DTC. The Registrar and the Issuer may treat DTC (or its nominee) as the sole and
exclusive owner of the Bonds registered in its name for the purposes of payment of
the principal of or interest on the Bonds, selecting the Bonds or portions thereof to
be redeemed, if any, giving any notice permitted or required to be given to registered
owners of Bonds under this resolution, registering the transfer of Bonds, and for all
other purposes whatsoever; and neither the Registrar nor the Issuer shall be arfected
by any notice to the contrary. Neither the Registrar nor the Issuer shall have any
responsibility or obligation to any Participant, any person claiming a beneficial
ownership interest in the Bonds under or through DTC or any Participant, or any
other person which is not shown on the bond register as being a registered owner of
any Bonds, with respect to the accuracy of any records maintained by DTC or any
Participant, with respect to the payment by DTC or any Participant of any amount
with respect to the principal of or interest on the Bonds, with respect to any notice
which is permitted or required to be given to owners of Bonds under this
resolution, with respect to the selection by DTC or any Participant oE any person to
receive payment in the event of a partial redemption of the Bonds, or with respect
to any consent given or other action taken by DTC as registered owner of the Bonds.
So long as any Bond is registered in the name of Cede & Co., as nominee of DTC, the
Registrar shall pay all principal of and interest on such Bond, and shall give all
notices with respect to such Bond, only to Cede & Co. in accordance with DTC's
Operational Arrangements, and all such payments shall be valid and effective to
fully satisfy and discharge the Issuer's obligations with respect to the principal of and
interest on the Bonds to the extent of the sum or sums so paid. No person other
than DTC shall receive an authenticated Bond for each separate stated maturity
evidencing the obligation of the Issuer to make payments of principal and interest.
Upon delivery by DTC to the Registrar of written notice to the effect that DTC has
determined to substitute a new nominee in place of Cede & Co., the Bonds will be
transferable to such new nominee in accordance with paragraph (e) hereof.
(c) In the �vent the Issuer determines that it is in the best interest of
the Beneficial Owners that they be able to obtain Bonds in the form of bond
certificates, the Issuer may notify DTC and the Registrar, whereupon DTC shall
notify the Participants of the availability through DTC of Bonds in the form of
certificates. In such event, the Bonds will be transferable in accordance with
paragraph (e) hereof. DTC may determine to discontinue providing its services with
respect to the Bonds at any time by giving notice to the Issuer and the Registrar and
discharging its responsibilities with respect thereto under applicable law. In such
event the Bonds will be transferable in accordance with paragraph (e) hereof.
(d) The execution and delivery of the Representation Letter to DTC by
the Mayor or Manager is hereby authorized and directed.
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(e) In the event that any transfer or exchange of Bonds is permitted
under paragraph (b) or (c) hereof, such transfer or exchange shall be accomplished
upon receipt by the Registrar of the Bonds to be transferred or exchanged and
appropriate instruments of transfer to the permitted transferee in accordance with
the provisions of this resolution. In the event Bonds in the form of certificates are
issued to owners other than Cede & Co., its successor as nominee Eor DTC as owner
of all the Bonds, or another securities depository as owner of all the Bonds, the
provisions of this resolution shall also apply to all matters relating thereto,
including, without limitation, the printing of such Bonds in the form of bond
certificates and the method of payment of principal of and interest on such Bonds in
the form of bond certificates.
2.09. Form of Bonds. The Bonds shall be prepared in substantially the
following form:
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF GOLDEN VALLEY
GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 1995A
Interest Rate Maturit� Date Date of Ori�inal Issue CUSIP No.
December 1, 1995
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT:
THE CITY OF GOLDEN VALLEY, COUNTY OF HENNEPIN, MINNESOTA
(the Issuer), acknowledges itself to be indebted and hereby promises to pay to the
registered owner named above, or registered assigns, the principal sum specified
above on the maturity date specified above, with interest thereon from the date
hereof at the annual rate specified above, payable on February 1 and August 1 in
each year, commencing August 1, 1996, to the person in whose name this Bond is
registered at the close of business on the fifteenth day (whether or not a business
day) of the immediately preceding month, all subject to the provisions referred to
herein with respect to the redemption of the principal of this Bond before maturity.
The interest hereon and, upon presentation and surrender hereof, the principal
hereof are payable in lawful money of the United States of America by check or draft
by
in . Minnesota, as Bond Registrar, Transfer Agent and Paying
Agent (the Registrar), or its designated successor under the Resolution described
herein. For the prompt and full payment of such principal and interest as the same
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respectively become due, the full faith and credit and taxing powers of the Issuer
have been and are hereby irrevocably pledged.
This Bond is one of an issue in the aggregate principal amount of $595,000, all
of like date and tenor, except as to maturity date, interest rate, redemption privilege
and denomination, issued pursuant to a resolution adopted by the City Council on
December 5, 1995 (the Resolution), to finance the costs of local improvements, and is
issued pursuant to and in full conformity with the Constitution and laws of the
State of Minnesota thereunto enabling, including Minnesota Statutes, Chapters 429
and 475. The Bonds are issuable only in fully registered form, in denominations of
$5,000 or any integral multiple thereof, oE single maturities.
Bonds maturing in 2004 and later years are each subject to redemption and
prepayment at the option of the Issuer, in whole or in part, in such order of
maturity dates as the Issuer may select and, within a maturity, by lot as selected by
the Registrar in multiples of $5,000 on February 1, 2003, and on any date thereafter,
at a price equal to the principal amount thereof plus interest accrued to the date of
redemption. The Issuer will cause notice of the call for redemption to be published
as required by law and, at least thirty days prior to the designated redemption date,
will cause notice of the call thereof to be mailed by first class mail to the registered
owner of any Bond to be redeemed at the owner's address as it appears on the bond
register maintained by the Registrar, but no defect in or failure to give such mailed
notice of redemption shall affect the validity of proceedings for the redemption of
any Bond not affected by such defect or failure. Official notice of redemption having
been given as aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on
the redemption date, become due and payable at the redemption price therein
specified, and from and after such date (unless the Issuer shall default in the
payment of the redemption price) such Bonds or portions of Bonds shall cease to
bear interest. Upon partial redemption of any Bond, a new Bond or Bonds will be
delivered to the registered owner without charge, representing the remaining
principal amount outstanding.
As provided in the Resolution and subject to certain limitations set forth
therein, this Bond is transferable upon the books of the Issuer at the principal office
of the Registrar, by the registered owner hereof in person or by the owner's attorney
duly authorized in writing upon surrender hereof together with a written
instrument of transfer satisfactory to the Registrar, duly executed by the registered
owner or the owner's attorney; and may also be surrendered in exchange for Bonds
of other authorized denominations. Upon such transfer or exchange the Issuer will
cause a new Bond or Bonds to be issued in the name of the transferee or registered
owner, of the same aggregate principal amount, bearing interest at the same rate and
maturing on the same date, subject to reimbursement for any tax, fee or
governmental charge required to be paid with respect to such transfer or exchange.
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The Bonds have been designated by the Issuer as "qualified tax-exempt
obligations" pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986.
The Issuer and the Registrar may deem and treat the person in whose name
this Bond is registered as the absolute owner hereof, whether this Bond is overdue
or not, for the purpose of receiving payment and for all other purposes, and neither
the Issuer nor the Registrar shall be affected by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all
acts, conditions and things required by the Constitution and laws of the State of
Minnesota to be done, to exist, to happen and to be performed preliminary to and in
the issuance of this Bond in order to make it a valid and binding general obligation
of the Issuer in accordance with its terms, have been done, do exist, have happened
and have been performed as so required; that, prior to the issuance hereof, the City
Council has by the Resolution covenanted and agreed to levy special assessments
upon property specially benefited by the local improvements financed by the Bonds,
and ad valorem taxes on all taxable property in the Issuer, which will be collectible
for the years and in amounts sufficient to produce sums not less than five percent in
excess of the principal of and interest on the Bonds of this issue when due, and has
appropriated such special assessments and taxes to its General Obligation
Improvement Bonds, Series 1995A Sinking Fund for the payment of such principal
and interest; that if necessary for payment of such principal and interest, additional
ad valorem taxes are required to be levied upon all taxable property in the Issuer,
without limitation as to rate or amount; that the issuance of this Bond, together
with all other indebtedness of the Issuer outstanding on the date hereof and on the
date of its actual issuance and delivery, does not cause the indebtedness of the Issuer
to exceed any constitutional or statutory limitation of indebtedness; and that the
opinion printed hereon is a full, true and correct copy of the legal opinion given by
Bond Counsel with reference to the Bonds, dated as of the date of original delivery
of the Bonds.
This Bond shall not be valid or become obligatory for any purpose or be
entitled to any security or benefit under the Resolution until the Certificate of
Authentication hereon shall have been executed by the Registrar by manual
signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Golden Valley, County of Hennepin,
Minnesota, by its City Council, has caused this Bond to be executed on its behalf by
the facsimile signatures of the Mayor and City Manager and has caused this Bond to
be dated as of the date set forth below.
CITY OF GOLDEN VALLEY, MINNESOTA
(facsimile signature - Cit� Mana�er) �facsimile signature - Ma�or�
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CERTIFICATE OF AUTHENTICATION
Date of Authentication:
This is one of the Bonds delivered pursuant to the Resolution mentioned
within.
as Registrar
By
Authorized Representative
The following abbreviations, when used in the inscription on the face of this
Bond, shall be construed as though they were written out in full according to the
applicable laws or regulations:
TEN COM -- as tenants UTMA................................ as Custodian for...................
in common (Cust) (Minor)
under Uniform Transfers to Minors Act ...... (State)
TEN ENT -- as tenants
by the entireties .
JT TEN -- as joint tenants with right of survivorship and not as tenants in
common
Additional abbreviations may also be used.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond and all rights thereunder, and does hereby
irrevocably constitute and appoint attorney to transfer the said
Bond on the books kept for registration of the within Bond, with full power of
substitution in the premises.
Dated:
NOTICE: The assignor's signature to this
assignment must correspond with the name as it
appears upon the face of the within Bond in every
particular, without alteration or enlargement or
any change whatsoever.
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Signature Guaranteed:
Signature(s) must be guaranteed by an "eligible guarantor institution" meeting the
requirements of the Bond Registrar, which requirements include membership or
participation in STAMP or such other "signature guaranty program" as may be
determined by the Bond Registrar in addition to or in substitution for STAMP, all in
accordance with the Securities Exchange Act of 1934, as amended.
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF
ASSIGNEE:
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Section 3. General Obligation Im�rovement Bonds Series 1995A
Construction Fund. There is hereby established on the official books and records of
the Issuer a General Obligation Improvement Bonds, Series 1995A Construction
Fund (the Construction Fund), and the Finance Director shall continue to maintain
the Construction Fund until payment of all costs and expenses incurred in
connection with the construction of the Projects have been paid. To the
Construction Fund there shall be credited from the proceeds of the Bonds, exclusive
of unused discount and accrued and capitalized interest, an amount equal to the
estimated cost of the Projects and from the Construction Fund there shall be paid all
construction costs and expenses. There shall also be credited to the Construction
Fund all special assessments collected with respect to the Projects, until all costs of
the Projects have been fully paid. After payment of all construction costs, the
Construction Fund shall be discontinued and any Bond proceeds remaining therein
may be transferred to the other funds or accounts established for construction of
other improvements instituted pursuant to Minnesota Statutes, Chapter 429. All
special assessments on hand in the Construction Fund when terminated or
thereafter received, and any Bond proceeds not so transferred, shall be credited to
the General Obligation Improvement Bonds, Series 1995A Sinking Fund of the
Issuer.
Section 4. General Obli�ati�on Im�rovement Bonds Series 1995A
Sinking Fund. So long as any of the Bonds are outstanding and any principal of or
interest thereon unpaid, the Finance Director shall maintain a separate debt service
fund on the official books and records of the Issuer to be known as the General
Obligation Improvement Bonds, Series 1995A Sinking Fund (the Bond Fund), and
the principal of and interest on the Bonds shall be payable from the Bond Fund.
The Issuer irrevocably appropriates to the Bond Fund (a) any amount in excess of
$589,050 received from the Purchaser; (b) all taxes and special assessments levied and
collected in accordance with this Resolution; and (c) all other moneys as shall be
appropriated by the City Council to the Bond Fund from time to time.
There are hereby established two accounts in the Bond Fund,
designated as the "Debt Service Account" and the "Surplus Account." There shall
initially be deposited into the Debt Service Account upon the issuance of the Bonds
the amount set forth in (a) above. Thereafter, during each Bond Year (i.e., each
twelve month period commencing on February 2 and ending on the following
February 1), as monies are received into the Bond Fund, the Finance Director shall
first deposit such monies into the Debt Service Account until an amount has been
appropriated thereto sufficient to pay all principal and interest due on the Bonds
through the end of the Bond Year. All subsequent monies received in the Bond
Fund during the Bond Year shall be appropriated to the Surplus Account. If at any
time the amount on hand in the Debt Service Account is insufficient for the
payment of principal and interest then due, the Finance Director shall transfer to the
Debt Service Account amounts on hand in the Surplus Account to the extent
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necessary to cure such deficiency. Investment earnings (and losses) on amounts
from time to time held in the Debt Service Account and Surplus Account shall be
credited or charged to said accounts.
If the aggregate balance in the Bond Fund is at any time insufficient to
pay all interest and principal then due on all Bonds payable therefrom, the payment
shall be made from any fund of the Issuer which is available for that purpose,
subject to reimbursement from the Surplus Account in the Bond Fund when the
balance therein is sufficient, and the City Council covenants and agrees that it will
each year levy a sufficient amount of ad valorem taxes to take care of any
accumulated or anticipated deficiency, which levy is not subject to any
constitutional or statutory limitation.
Section 5. S�ecial Assessments. The Issuer hereby covenants and
agrees that, for the payment of the cost of the Projects, the Issuer has done or will do
and perform all acts and things necessary for the final and valid levy of special
assessments in an amount not less than 20% of the cost of each of the
improvements financed by the Bonds. The Issuer estimates it will levy special
assessments in the aggregate principal amount of $443,092. It is estimated that the
principal and interest on such special assessments will be levied and collected in the
years and amounts shown on A��endix I attached hereto. In the event any such
assessment shall at any time be held invalid with respect to any lot or tract of land,
due to any error, defect or irregularity in any action or proceeding taken or to be
taken by the Issuer or by the City Council or by any of the officers or employees of
the Issuer, either in the making of such assessment or in the performance of any
condition precedent thereto, the Issuer hereby covenants and agrees that it will
forthwith do all such further things and take all such further proceedings as shall be
required by law to make such assessment a valid and binding lien upon said
property.
Section 6. Pledge of Taxing Powers. For the prompt and full payment
of the principal of and interest on the Bonds as such payments respectively become
due, the full faith, credit and unlimited taxing powers of the Issuer shall be and are
hereby irrevocably pledged. In order to produce aggregate amounts which, together
with the collections of special assessments and other amounts as set forth in Section
5, will produce amounts not less than 5% in excess of the amounts needed to meet
when due the principal and interest payments on the Bonds, ad valorem taxes are
hereby levied on all taxable property in the Issuer. The taxes will be levied and
collected in the following years and amounts:
Levv Years Collection Years Amount
1995-2004 1996-2005 See A��endix II- Levy Computation
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The taxes shall be irrepealable as long as any of the Bonds are outstanding and
unpaid, provided that the Issuer reserves the right and power to reduce the tax
levies in accordance with the provisions of Minnesota Statutes, Section 475.61.
Section i. Defeasance. When all of the Bonds have been discharged as
provided in this section, all pledges, covenants and other rights granted by this
Resolution to the registered owners of the Bonds shall cease. The Issuer may
discharge its obligations with respect to any Bonds which are due on any date by
depositing with the Registrar on or before that date a sum sufficient for the payment
thereof in full; or, if any Bond should not be paid when due, it may nevertheless be
discharged by depositing with the Registrar a sum sufficient for the payment thereof
in full with interest accrued from the due date to the date of such deposit. The
Issuer may also discharge its obligations with respect to any prepayable Bonds called
for redemption on any date when they are prepayable according to their terms, by
depositing with the Registrar on or before that date an amount equal to the
principal, interest and redemption premium, if any, which are then due, provided
that notice of such redemption has been duly given as provided herein. The Issuer
may also at any time discharge its obligations with respect to any Bonds, subject to
the provisions of law now or hereafter authorizing and regulating such action, by
depositing irrevocably in escrow, with a bank qualified by law as an escrow agent for
this purpose, cash or securities which are authorized by law to be so deposited,
bearing interest payable at such time and at such rates and maturing or callable at
the holder's option on such dates as shall be required to pay all principal and
interest to become due thereon to maturity or earlier designated redemption date.
Section 8. Certification of Proceedin�s.
8.01. Registration of Bonds. The Clerk is hereby authorized and
directed to file a certified copy of this resolution with the County Auditor of
Hennepin County and obtain a certificate that the Bonds have been duly entered
upon the Auditor's bond register and the tax required by law has been levied.
8.02. Authentication of Transcrint. The officers of the Issuer and the
County Auditor are hereby authorized and directed to prepare and furnish to the
Purchaser and to Dorsey & Whitney P.L.L.P., Bond Counsel, certified copies of all
proceedings and records relating to the Bonds and such other affidavits, certificates
and information as may be required to show the facts relating to the legality and
marketability of the Bonds, as the same appear from the books and records in their
custody and control or as otherwise known to them, and all such certified copies,
affidavits and certificates, including any heretofore furnished, shall be deemed
representations of the Issuer as to the correctness of all statements contained
therein.
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8.03. Official Statement. The Official Statement relating to the Bonds,
dated November 20, 1995, prepared and delivered on behalf of the Issuer by
Springsted Incorporated, is hereby approved, and the officers of the Issuer are hereby
authorized and directed to execute such certificates as may be appropriate concerning
the accuracy, completeness and sufficiency thereof.
Section 9. Tax Covenants; Arbitrage Matters• Reimbursement and
Continuing Disclosure.
9.01. General Tax Covenant. The Issuer covenants and agrees with the
registered owners from time to time of the Bonds that it will not take, or permit to
be taken by any of its officers, employees or agents, any actions that would cause
interest on the Bonds to become includable in gross income of the recipient under
the Code and applicable Treasury Regulations (the Regulations), and covenants to
take any and all actions within its powers to ensure that the interest on the Bonds
will not become includable in gross income of the recipient under the Code and the
Regulations.
In particular, the Issuer covenants and agrees that all proceeds of the
Bonds deposited in the Construction Fund will be expended solely for the payment
of the costs of the Projects (or other improvements authorized pursuant to Chapter
429). All improvements so financed will be owned and maintained by the Issuer
and available for use by members of the general public on a substantially equal basis.
The Issuer shall not enter into any lease, use or other agreement with any
non-governmental person relating to the use of the Projects or security for the
payment of the Bonds which might cause the Bonds to be considered "private
activity bonds" or "private loan bonds" pursuant to Section 141 of the Internal
Revenue Code of 1986 (the Code).
9.02. Certification. The Mayor and Manager being the officers of the
Issuer charged with the responsibility for issuing the Bonds pursuant to this
Resolution, are authorized and directed to execute and deliver to the Purchaser a
certificate in accordance with the provisions of Section 148 of the Code, and
applicable Regulations, stating the facts, estimates and circumstances in existence on
the date of issue and delivery of the Bonds which make it reasonable to expect that
the proceeds of the Bonds will not be used in a manner that would cause the Bonds
to be "arbitrage bonds" within the meaning of the Code and Regulations.
9.03. Arbitrage Rebate Exem�tion. It is hereby found that the Issuer has
general taxing powers, that no Bond is a "private activity bond" within the meaning
of Section 141 of the Code, that 95% or more of the net proceeds of the Bonds are to
be used for local governmental activities of the Issuer, and that the aggregate face
amount of all tax-exempt obligations (other than private activity bonds) issued by
the Issuer and all subordinate entities thereof during the year 1995 is not reasonably
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expected to exceed $5,000,000. Therefore, pursuant to the provisions of Section
148(f)(4)(D) of the Code, the Issuer shall not be required to comply with the arbitrage
rebate requirements of paragraphs (2) and (3) of Section 148(f) of the Code.
9.04. Oualified Tax-Exem�t Obligations. The City Council hereby
designates the Bonds as "qualified tax-exempt obligations" for purposes of Section
265(b)(3) of the Code relating to the disallowance of interest expense for financial
institutions, and hereby finds that the reasonably anticipated amount of qualified
tax-exempt obligations (within the meaning of Section 265(b)(3) of the Code) which
will be issued by the Issuer and all subordinate entities during calendar year 1995
does not exceed $10,000,000.
9.05. Reimbursement. The Issuer certifies that the proceeds of the
Bonds will not be used by the Issuer to reimburse itself for any expenditure with
respect to the Projects which the Issuer paid or will have paid more than 60 days
prior to the issuance of the Bonds unless, with respect to such prior expenditures,
the Issuer shall have made a declaration of official intent which complies with the
provisions of Section 1.150-2 of the Regulations; provided that this certification shall
not apply (i) with respect to certain de minimis expenditures, if any, with respect to
the Projects meeting the requirements of Section 1.150-2(f)(1) of the Regulations, or
(ii) with respect to "preliminary expenditures" for the Projects as defined in Section
1.150-2(f)(2) of the Regulations, including engineering or architectural expenses and
similar preparatory expenses, which in the aggregate do not exceed 20% of the "issue
price" of the Bonds.
9.06. Continuin� Disclosure. (a) Pur�ose and Beneficiaries. To
provide for the public availability of certain information relating to the Bonds and
the security therefor and to permit the Purchaser and other participating
underwriters in the primary offering of the Bonds to comply with amendments to
Rule 15c2-12 promulgated by the Securities and Exchange Commission (the SEC)
under the Securities Exchange Act of 1934 (17 C.F.R. � 240.15c2-12), relating to
continuing disclosure (as in effect and interpreted from time to time, the Rule),
which will enhance the marketability of the Bonds, the Issuer hereby makes the
following covenants and agreements for the benefit of the Owners (as hereinafter
defined) from time to time of the Outstanding Bonds. The Issuer is the only
obligated person in respect of the Bonds within the meaning of the Rule for
purposes of identifying the entities in respect of which continuing disclosure must
be made. ,
If the Issuer fails to comply with any provisions of this section, any person
aggrieved thereby, including the Owners of any Outstanding Bonds, may take
whatever action at law or in equity may appear necessary or appropriate to enforce
performance and observance of any agreement or covenant contained in this
section, including an action for a writ of mandamus or specific performance. Direct,
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indirect, consequential and punitive damages shall not be recoverable for any
default hereunder to the extent permitted by law. Notwithstanding anything to the
contrary contained herein, in no event shall a default under this section constitute a
default under the Bonds or under any other provision of this resolution.
As used in this section, Owner or Bondowner means, in respect of a Bond, the
registered owner or owners thereof appearing in the bond register maintained by the
Registrar or any Beneficial Owner (as hereinafter defined) thereof, if such Beneficial
Owner provides to the Registrar evidence of such beneficial ownership in form and
substance reasonably satisfactory to the Registrar. As used herein, Beneficial Owner
means, in respect of a Bond, any person or entity which (i) has the power, directly or
indirectly, to vote or consent with respect to, or to dispose of ownership of, such
Bond (including persons or entities holding Bonds through nominees, depositories
or other intermediaries), or (b) is treated as the owner of the Bond for federal
income tax purposes.
(b) Information To Be Disclosed. The Issuer will provide, in the manner set
forth in subsection (c) hereof, either directly or indirectly through an agent
designated by the Issuer, the following information at the following times:
(1) on or before 365 days after the end of each fiscal year of the Issuer,
commencing with the fiscal year ending December 31, 1996, the following
financial information and operating data in respect of the Issuer (the
Disclosure Information):
(A) the audited financial statements of the Issuer for such fiscal
year, containing balance sheets as of the end of such fiscal year and a
statement of operations, changes in fund balances and cash flows for
the fiscal year then ended, showing in comparative form such figures
for the preceding fiscal year of the Issuer, prepared in accordance with
generally accepted accounting principles promulgated by the Financial
Accounting Standards Board as modified in accordance with the
governmental accounting standards promulgated by the
Governmental Accounting Standards Board or as otherwise provided
under Minnesota law, as in effect from time to time, or, if and to the
extent such financial statements have not been prepared in accordance
with such generally accepted accounting principles for reasons beyond
the reasonable control of the Issuer, noting the discrepancies therefrom
and the effect thereof, and certified as to accuracy and completeness in
all material respects by the fiscal officer of the Issuer; and
(B) To the extent riot included in the financial statements
referred to in paragraph (A) hereof, the information for such fiscal year
or for the period most recently available of the type contained in the
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Official Statement: City Property Values; Ten of the Largest Taxpayers
in the City; Legal Debt Margin; Direct and Indirect Debt; Debt Ratios;
Tax Capacity Rates; Tax Levies and Collections for the City; Funds on
Hand; City Investments; Most recent population estimate; Major
Employers; Labor Force Data; and Summary of Current General Fund
Budget, which information may be unaudited.
Notwithstanding the foregoing paragraph, if the audited financial statements are
not available by the date specified, the Issuer shall provide on or before such date
unaudited financial statements in the format required for the audited financial
statements as part of the Disclosure Information and, within 10 days after the receipt
thereof, the Issuer shall provide the audited financial statements.
Any or all of the Disclosure Information may be incorporated by reference, if
it is updated as required hereby, from other documents, including official
statements, which have been submitted to each of the repositories hereinafter
referred to under subsection (b) or the SEC. If the document incorporated by
reference is a final official statement, it must be available from the Municipal
Securities Rulemaking Board. The Issuer shall clearly identify in the Disclosure
Information each document so incorporated by reference.
If any part of the Disclosure Information can no longer be generated because
the operations of the Issuer have materially changed or been discontinued, such
Disclosure Information need no longer be provided if the Issuer includes in the
Disclosure Information a statement to such effect; provided, however, if such
operations have been replaced by other Issuer operations in respect of which data is
not included in the Disclosure Information and the Issuer determines that certain
specified data regarding such replacement operations would be a Material Fact (as
defined in paragraph (2) hereof), then, from and after such determination, the
Disclosure Information shall include such additional specified data regarding the
replacement operations.
If the Disclosure Information is changed or this section is amended as
permitted by this paragraph (b)(1) or subsection (d), then the Issuer shall include in
the next Disclosure Information to be delivered hereunder, to the extent necessary,
an explanation of the reasons for the amendment and the effect of any change in the
type of financial information or operating data provided.
(2) In a timely manner, notice of the occurrence of any of the following
events which is a Material Fact (as hereinafter defined):
(A) Principal and interest payment delinquencies;
(B) Non-payment related defaults;
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(C) Unscheduled draws on debt service reserves reflecting
financial difficulties;
(D) Unscheduled draws on credit enhancements reflecting
financial difficulties;
(E) Substitution of credit or liquidity providers, or their failure
to perform;
(F) Adverse tax opinions or events affecting the tax-exempt
status of the security;
(G) Modifications to rights of security holders;
(H) Bond calls;
(I) Defeasances;
(J) Release, substitution, or sale of property securing repayment
of the securities; and
(K) Rating changes.
As used herein, a Material Fact is a fact as to which a substantial likelihood
exists that a reasonably prudent investor would attach importance thereto in
deciding to buy, hold or sell a Bond or, if not disclosed, would significantly alter the
total information otherwise available to an investor from the Official Statement,
information disclosed hereunder or information generally available to the public.
Notwithstanding the foregoing sentence, a Material Fact is also an event that would
be deemed material for purposes of the purchase, holding or sale of a Bond within
the meaning of applicable federal securities laws, as interpreted at the time of
discovery of the occurrence of the event.
(3) In a timely manner, notice of the occurrence of any of the following
events or conditions:
(A) the failure of the Issuer to provide the Disclosure
Information required under paragraph (b)(1) at the time specified
thereunder;
(B) the amendment or supplementing of this section pursuant
to subsection (d), together with a copy of such amendment or
supplement and any explanation provided by the Issuer under
subsection (d)(2);
(C) the termination of the obligations of the Issuer under this
section pursuant to subsection (d);
(D) any change in the accounting principles pursuant to which
the financial statements constituting a portion of the Disclosure
Information are prepared; and
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(E) any change in the fiscal year of the Issuer.
(c) Manner of Disclosure. The Issuer agrees to make available the
information described in subsection (b) to the following entities by telecopy,
overnight delivery, mail or other means, as appropriate:
(1) the information described in paragraph (1) of subsection (b), to each
then nationally recognized municipal securities information repository
under the Rule and to any state information depository then designated or
operated by the State of Minnesota as contemplated by the Rule (the State
Depository), if any;
(2) the information described in paragraphs (2) and (3) of subsection (b),
to the Municipal Securities Ruiemaking Board and to the State Depository, if
any; and
(3) the information described in subsection (b), to any rating agency
then maintaining a rating of the Bonds and, at the expense of such
Bondowner, to any Bondowner who requests in writing such information, at
the time of transmission under paragraphs (1) or (2) of this subsection (c), as
the �ase may be, or, if such information is transmitted with a subsequent time
of release, at the time such information is to be released.
(d) Term; Amendments• Inter�retation.
(1) The covenants of the Issuer in this section shall remain in effect so
long as any Bonds are Outstanding. Notwithstanding the preceding sentence,
however, the obligations of the Issuer under this section shall terminate and
be without further effect as of any date on which the Issuer delivers to the
Registrar an opinion of Bond Counsel to the effect that, because of legislative
action or final judicial or administrative actions or proceedings, the failure of
the Issuer to comply with the requirements of this section will not cause
participating underwriters in the primary offering of the Bonds to be in
violation of the Rule or other applicable requirements of the Securities
Exchange Act of 1934, as amended, or any statutes or laws successory thereto
or amendatory thereof.
(.2) This section (and the form and requirements of the Disclosure
Information) may be amended or supplemented by the Issuer from time to
time, without notice to (except as provided in paragraph (c)(3) hereof) or the
consent of the Owners of any Bonds, by a resolution of this Council filed in
the office of the recording officer of the Issuer accompanied by an opinion of
Bond Counsel, who may rely on certificates of the Issuer and others and the
opinion may be subject to customary qualifications, to the effect that: (i) such
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amendment or supplement (a) is made in connection with a change in
circumstances that arises from a change in law or regulation or a change in
the identity, nature or status of the Issuer or the type of operations conducted
by the Issuer, or (b) is required by, or better complies with, the provisions of
paragraph (b)(5) of the Rule; (ii) this section as so amended or supplemented
would have complied with the requirements of paragraph (b)(5) of the Rule at
the time of the primary offering of the Bonds, giving effect to any change in
circumstances applicable under clause (i)(a) and assuming that the Rule as in
effect and interpreted at the time of the amendment or supplement was in
effect at the time of the primary offering; and (iii) such amendment or
supplement does not materially impair the interests of the Bondowners
under the Rule.
If the Disclosure Information is so amended, the Issuer agrees to
provide, contemporaneously with the effectiveness of such amendment, an
explanation of the reasons for the amendment and the effect, if any, of the
change in the type of financial information or operating data being provided
hereunder.
(3) This section is entered into to comply with the continuing
disclosure provisions of the Rule and should be construed so as to satisfy the
requirements of paragraph (b)(5) of the Rule.
Upon vote being taken on the foregoing resolution, the following voted in favor
thereof: Tremere, Russell, Johnson, Micks and Thompson
and the following voted against the same: None
whereupon the resolution was declared duly passed and adopted.
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� � � � � � � � � `y � APPENDIXI
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� APPENDIX II
TAX LEVIES CERTIFIED TO COUNTY AUDITOR
Year Levy Year Levy Amount
Is Made Is Collected Of Levy
1995 1996 31,249
1996 1997 34,619
1997 1998 39,694
1998 1999 39,227
1999 2000 43,919
Z000 2001 0
2001 2002 0
2002 2003 0
2003 2004 0
2004 2005 0